Of things past
by DconSlut
Summary: Conflicting identities, merging memories and the reinstatement of the Matrix of Leadership bring up some interesting reactions from both Optimus Prime and Ratchet. Rated M, MATURE.


_Title: ...of things past_

_Author: FeyMentality_

_Pairing: Optimus Prime / Ratchet_

_Disclaimer: All Transformers Prime character & references are the sole property of Hasbro._

_Rated: M_

_Summary: Conflicting identities, merging memories and the reinstatement of the Matrix of Leadership bring up some interesting reactions from both Optimus Prime and Ratchet._

_(Set a little after Season 2, Orion Pax, Part 3)_

_A/N: First TFP fic, first completed and 'published' smut fic. Originally a gift for my partner in crime, Shinigami Ree, whom I also blame for encouraging me in all the fun wrong ways. Rated M for sticky, gay-robot, alien sexin', with anatomy leaning more toward the human side. Hope you enjoy and feedback's appreciated. Please make yourself comfortable and enjoy the show._

Ratchet was less than attentive as he slowly cleaned and re-arranged his tools. It was going on 3 a.m. according to Earth time and he had been up for so long already... about three or four days after the incident at Megatron's space bridge. As far as the Autobot medic knew, Arcee, Bumble-Bee and Bulkhead were well on the mend, as was Optimus Prime. They'd gone to impressive lengths to recover Optimus' memories and they'd paid for it dearly. Megatron had laid a violent, merciless beating on them while they'd tried to hold the space-bridge. They'd all done their best to give Jack and Arcee the chance they needed and they had all been more than willing to lay down their lives for their beloved leader.

In the end, Optimus Prime had been saved. They were battered, bruised, exhausted, but it didn't matter. Their beacon of hope had been restored. It wasn't until Megatron had stolen him away that they realized just how much they relied on Prime. His very life was an example of everything it meant to be an Autobot. And their friendship and loyalty, their faith, their very reason for being hinged on every pulse in Prime's spark.

It took Ratchet some time to realize he had stopped cleaning one of his torches and was simply staring at it. He sighed and began going through the simple task of putting away the drill. He suddenly had an instinct of being watched and he glanced up. A few feet ahead, Optimus stood there, regarding him quietly.

"Optimus." Ratchet said quietly.

"You're exhausted, my friend." Optimus replied. "Why do you not rest?"

Ratchet smiled thinly, and didn't answer.

Optimus stepped away from the bridge wall, and came to stand just behind Ratchet. He placed his hand on Ratchet's shoulder in a comforting gesture, and it lingered there.

"I can't. Not right now." Ratchet said finally.

"Would it help you rest better if I finished cleaning here?"

Ratchet smiled. "Hardly." He said, but his voice held a chuckle and there wasn't a hint of anger behind it. He faced Optimus, who was gently smiling back at him. Ratchet's look faltered, and he looked away. "I thought we would truly offline last week." He said quietly, sadly. "I thought... if this didn't work, it's over for us. Frag the war... I can tolerate losing the war. I couldn't live with losing the leader of the Autobots." Ratchet looked away, unable to keep the raw emotion off his face. He let out a shaky breath. "You're right. I need rest. This is no way for a medic to be behaving."

"That is not what I meant, Ratchet. You know that." Optimus said. Ratchet noticed that Optimus' hand was still on his shoulder. "I am... concerned at your behaviour. It is most obvious to me now. You do not recharge as frequently as you should. I understand that as a medic, you tend to put in more hours to help us recover after battle. But you need recharge as much as we do."

"My performance as a medic hasn't been affected." Ratchet said a bit peevishly, then realized in saying that he was also agreeing with Optimus' observation that he didn't recharge as often as he should. Pit... He really was tired.

"Ratchet." Optimus said, his voice harder and somewhat impatient. "I am not questioning your ability. I am concerned about your well-being. I know something is bothering you. I would like you to tell me what it is." The last part of Prime's sentence was said in a low, gentle voice.

Ratchet cleared his vocalizer uncomfortably. "It's..." Saying 'it's nothing' most likely wouldn't fly with Optimus. With a guilty flush in his faceplates, Ratchet told the Autobot leader, "it's personal, I'm afraid. Please, don't let it bother you. I just need some rest."

Ratchet finally looked into Optimus' gaze, and gasped at what he saw. He hadn't -ever- seen Optimus look so ... miffed. "Uh... Optimus? I-I'm sorry." He sputtered immediately. "I.. it's not that you aren't a welcome audience..."

"It is. Just. Personal." Optimus said, his words quietly punctuated.

Ratchet looked stricken, then concered. "I am not the only one in need of rest. You appear to be having problems as well."

"A request for audience does not indicate a problem in the way you're thinking, old friend." Optimus said, a small smile on his face. "Perhaps it is better if I explain myself."

Since when did Optimus Prime feel like he had to explain himself? Ratchet wondered, but kept his face neutral.

"My memories as Orion Pax and Optimus Prime have always been separate. But, recent events aboard the Nemesis have changed things. Do you... understand?" Optimus asked. Ratchet shook his head. "Two sets of identities are conflicting. It seems my processor is handling the conflict by removing the gap of time between them."

Ratchet blinked his optics at Prime, baffled at what that could possibly mean. "No time between Orion Pax and Optimus Prime? You're not suffering memory loss, are you?" The medic asked.

"Memory gain." Optimus Prime answered.

"Ah. Those symptoms with your recent condition indicate -merging- memories." Ratchet said with authority. "That isn't surprising, really. Unless you're remembering things that conflict with your performance as a leader I wouldn't be concerned unless... Is that what's going on?"

"I am unsure." Optimus sighed tiredly. "I am well aware of how the past catches up to us. But this is different. It is on a more personal level."

"I'm afraid I don't understand." Ratchet said, and then Optimus did something Ratchet couldn't even name, let alone place when the last time it was he saw it. Bright blue optics dipped to the side as if Optimus found it difficult to look at the medic, and then his optics closed altogether. The expression looked deeply pained.

Ratchet realized then that it had been a very long time since Optimus had ever mentioned anything to him on a 'personal level.' Since becoming a Prime, anything Optimus had ever dreamed of for himself had been put aside. It was what made Optimus who he was; he was incredibly brave and self-less, giving himself completely to the cause. All Optimus had was his role as the last Prime and leader of the Autobots. It would have been far, far, too much for the meek Cybertronian archivist, Orion Pax. "You drift between Optimus Prime and Orion Pax." The answer dawned on Ratchet.

Optimus sighed the word, "yes," as if that word alone was something he'd been longing to say. Ratchet smiled with sympathy. "Well, there isn't anything I can prescribe for merging memories. But you should know that Orion Pax was full of humility and wisdom. And Optimus Prime is a most worthy warrior who has never faltered in his belief that freedom is a right everyone deserves. Both are one and the same, and there is no one more fit to lead the Autobots, short of the Primes themselves." Ratchet said in complete honesty.

Blue optics held Ratchet's gaze for a long, long moment. Ratchet didn't flinch, only looked back in complete surety. After a few minutes, Optimus seemed to nod and there was strong relief in the way he looked. "Thank you." Optimus said. The medic reached out and patted Optimus on his arm.

"Be sure to tell me if there are anymore problems with this merging-of-memories business." Ratchet said gently.

Optimus looked bemused suddenly. "I do not believe it is a problem yet but, it is certainly interesting to feel this way again from Orion Pax's perspective."

Ratchet looked baffled for a moment. "Feel this way?" And then he felt his faceplates heat up in a fierce blush. "Ohhh. Forgive me, Optimus. I have not thought of that for a very long time." The medic glanced away and fidgeted, as if somehow that could help steer the sudden subject change.

"That...I do not believe." Optimus Prime said, thoughtfully as he brushed his finger tips across Ratchet's lips, making them tremble.

And then, Ratchet understood.

Orion Pax, the meek, archivist and Ratchet, the mild-mannered medic hadn't had the chance to become an item, all those eons ago. The war had seen to that. In those days, the growing political unrest caused factions to split, and one had to be very, very careful with whom they trusted. Orion Pax hadn't had the chance to decide if he dared take that road with Ratchet. But the spark was there and in those early days, it seared them both. Between forged alliances, broken oaths and twisted agendas, there had been stolen kisses, secret trysts and unfathomable longing. When he'd been bestowed the matrix of leadership, the wisdom of the Primes had completely altered him. Ratchet had known that, but he couldn't help himself, all those eons ago when he'd told Optimus Prime, formerly Orion Pax, that this didn't have to change anything between them. But Prime had responded, _'I'm afraid this changes everything_.'

From that point forward, everythign Optimus did was to protect those weaker than himself and achieve peace. And Ratchet had done what he could, staying loyally by Optimus' side. It had taken some time to realize that the wisdom of the Primes altered Pax's memories. Optimus had to be re-introduced to a few Autobots and he had to be re-acquainted with certain areas of Cybertron; its architecture, its law, its history. In being Prime's guide through those days, Ratchet had never once reminded Optimus about the bond they'd shared. It just seemed... inappropriate and Optimus seemed so... noble. He was the stuff of legend and myth. Ratchet didn't think their past mattered... so he let it go.

And now, with sudden removal and reinstatement of the Matrix of leadership, it was bringing to the fore a lot of facts and details that belonged solely to Orion Pax.

And Ratchet was certainly one of those facts.

Ratchet let out a flustered sigh and struggled for words. It still hurt to think of them in those terms, so for decades Ratchet just didn't. He worked hard to become an excellent medic, picking apart his successful works and punishing himself for his mistakes. It was... gruelling to be near Optimus Prime but Ratchet had managed when he accepted the fact that Optimus Prime did not live for him anymore; he lived for everyone.

The medic suddenly felt anguished, exhausted, and it showed on his face. He did not want to relive this horrible moment. Ratchet felt Optimus' hand slide along his face, and curl beneath his chin to tilt up his face.

"When I said 'this changes everything,' I was speaking about the war, and the collective knowledge I'd gained." Optimus said, and his voice so soothing, so gentle it rended Ratchet's spark. "I am very sorry I forgot what we had. You have been with me through my darkest battles both with my enemies and with myself. You never let forget who I was or why I fought." Optimus' hand tilted Ratchet's face more toward him so that the medic couldn't look away. The Prime's voice gained a harder edge to it. "But you have been _deceiving me_ for far too long. You should not have let me forget you. Or _us_."

The medic stared at Optimus Prime in shock. His spark pulsed fast and hard in his chestplate and he squirmed beneath the Prime's steady, _accusing_ glare. Optimus was frighteningly perceptive at times. With so few words, he'd summarily punched a hole through _decades_ of carful fabrications. The medic tried to speak, to explain and reason, to defend himself from that angry, heavy look, but his words died in his vocalizer with a mortified squeak. Ratchet felt horribly exposed and shamed...and-and furious!

Ratchet snapped, and physically shoved the Autobot leader away. "How dare you," the medic hissed, his voice quivering with anger. "How -dare- you sit there and judge -me- for my decisions! We did not have time! The war happened and you were taken away and what in the Pits was I supposed to do? How dare you -do- this to me! We -all- made sacrifices for you,_ Optimus Prime_," Ratchet spat the name with so much hatred, "I hope you don't forget -that- any time soon." Ratchet glared at his leader, venting hard.

Slag it all, where had that come from? Ratchet had been completely taken off guard by Optimus' attitude, only to be put on the spot and have something so deeply personal tricked out of him. Frag, he was such a glitch. He desperately needed a recharge if he was this easy to trip up.

Optimus didn't seem angry. His optics were steady on Ratchet's face, in quiet understanding. He didn't look hurt or displeased; rather, he looked satisfied. Not smug. Satisfied. As if he'd been given an answer to something. Ratchet tried to quiet his venting. His faceplates burned with embarrassment and for the first time, all the resentment he'd ever felt for both Pax and Prime, for the power that had wiped clean their chance of a future together, for the constant wars that marred them, for every mission and battle that kept them separate, Ratchet quite suddenly, thoroughly, _despised_ all of it. And it was right there on his face in all its naked fury. The truth was out now, and in his sudden, unleashed anger, Ratchet hoped it -hurt- Prime.

"Mmm. That's the medic I remember." Optimus said, his voice a low, hungry growl.

Ratchet gaped at Optimus Prime like a dull glitch, and the leader took full advantage. Prime closed the distance with a single step, and pressed his mouth to Ratchet's, his tongue dipping into Ratchet's mouth. The medic gasped and staggered back, but Optimus stepped with him and pressed his mouth on Ratchet's again. This was... Ratchet's processor seemed to struggle. This was -such- a -terrible- idea...

Ratchet gasped and pulled his face away from Prime's. The medic's hands were pushing against Prime's chestplates in order to create distance. His spark pounded and his circuits buzzed and his legs felt weak. "Stop. Y-you don't know what you're doing..." Ratchet pleaded. Optimus' hands wound around Ratchet's waist, then dropped to stroke the medic's aft.

"Don't I?" Optimus whispered, and rolled his hips against Ratchet's. Ratchet's exhalation was shaky and against his will, his circuits responded to the contact. Ratchet felt terribly vulnerable and he was still angry about it. The medic tried to take another step, and ended up with his back against the wall. Optimus let out a satisfied, hungry sound. "Right where I want you." He said, and began rocking himself against Ratchet.

"O-Optimus!" The name came out as a shudder. Ratchet's mouth was enclosed in another kiss, and this time Ratchet didn't fight him. He returned the kiss with equal fervor, his own tongue teasing Optimus' and caressing sensitive areas, all of which had never really been forgotten by Ratchet. At the same time, the medic's fingers scratched Optimus' back with bruising force. Prime pulled back for a moment and his groan was one of both pleasure and pain. Then he was kissing at the cables on Ratchet's neck and Optimus kept sinking lower and dragging his lips and tongue all along the medic's sensitive plating.

Ratchet actually whimpered when he finally opened his eyes and saw Optimus Prime on his knees, his leader's hands stroking at the panel between Ratchet's thighs, just right. Ratchet gasped as the panel slid back and his spike was exposed. That feeling of vulnerability increased a hundred fold and Ratchet couldn't believe what he was seeing. A Prime on his knees before a lowly medic was just ... all kinds of inappropriate.

"Open your optics, Ratchet." Optimus said. It was said as a command; it was curt, quiet and rang with authority. Ratchet dared to look down. "I want to see your optics when I make you overload." The medic stared down at the smile on his leader's face that made him look nothing like the properly behaved Prime, and the sound that tumbled out of Ratchet's lips was feral.

The first lick was torturously slow. Ratchet's spike quivered as Prime's tongue started at the base and moved up to the tip before engulfing it completely. All the while, blue optics steadily met Ratchet's, who gasped and moaned. Optimus worked the spike in his mouth, taking most of the medic's length as far down as he could. Ratchet couldn't stop the tremors that started deep in his internals.

Optimus began to pick up the pace, dragging his mouth off Ratchet's spike a few inches from the base, and then pushing himself back all the way down. Ratchet shuddered and he coudl barely keep his legs from giving out. Then he let out a startled sound when Optimus pinched his inner thigh. The medic glanced down at Optimus, more than surprised at his partner's audacity. Prime simply looked back, his mouth never ceasing to work, and winked. Ohhhhh Primus...

Optimus' large, powerful hands stroked Ratchets hips, coasted up and down his thighs and squeezed the sensitive hinges behind the medic's knee joints, encouraging his quivering, bucking motions. And every once in a while, when Optimus felt his medic was getting too close, he scratched or pinched something and every time it was unexpected and distracting. It was something he'd been longing to do since he remembered it... Using small amounts of pain to delay pleasure had been Ratchet's favourite way of getting off for a very long time. Optimus could have kept going like this all night, he was so loving the noises Ratchet made.

"Primus!" Ratchet gasped. "Just let me overload already!" The medic begged.

Mmm. Especially _that_ one.

Optimus Prime let out a long, satisfied groan as he pressed himself down on Ratchet's spike fully. The vibrations were too exquisite, Ratchet let out a roar as he overloaded, his whole framework bucking and trembling as lubricant spilled from his internals. All the while, Optimus rode out Ratchet's overload, never letting the medic's spike slip from his mouth. Ratchet briefly caught a glimpse the reflexive action in Prime's throat cables and he let out another hoarse cry. His legs failed him completely, and he felt himself sinking down to the floor being assisted by two powerful arms.

Some time had passed and Ratchet realized he was lying on his back. Optimus was laying languidly on Ratchet's side, but as soon as their optics met, Optimus began to creep closer. They didn't say a word to each other. Optimus settled himself between Ratchet's legs and Prime's spike, huge and hard, bumped up against Ratchet's wet, quivering valve, then panel having been coaxed open some time ago. A low, needy sound tumbled from the medic's lips and he looked away from Optimus yet again.

Optimus' faceplate was right next to Ratchet's audial. "Did you know," he asked in a soft, low voice, "that you bite your tongue just before you tell a lie?" Prime rolled his hips slowly and the contact could have short-circuited Ratchet's processor. The medic groaned, wanting the contact so very badly even after all this time. "And," Optimus continued, "you lied when you said you didn't think of _that_." Optimus rocked forward, bringing his spike against the opening of Ratchet's valve, slicked with the medic's lubricant. "You hold you your vents when there's something you want and don't ask for. You do that around me, all the time."

Ratchet's fingers curled against Optimus' arms, his breathing thready. "How in the Pits do you know any of that..." Ratchet rasped.

"I've known you for a long time, _my_ _friend._ I watched you far more than you realized in those days." Optimus said. "Like me, you give much of yourself. Unlike me, you do not take back. Ever."

Ratchet shivered and moaned. "If you ... think I'll thank you for this, you're glitched." The medic said, looking away. "I'm absolutely furious with you."

Optimus acknowledged that statement with a lascivious smirk. "Show me." Ratchet shuddered as he felt his leader's spike begin to push against his slicked, hot valve. He raised one leg higher on Optimus' hips, angling himself. Ratchet grunted as his internals began to accomodate the bigger length insistently pushing into him. Already there were gears and fans firing up and the medic couldn't believe his framework was already building up to a second overload, sore as he was.

Ratchet shifted each time Optimus pushed himself a little further into the medic's slicked, pulsing valve. Inch by inch, Optimus pressed forward, savouring every flutter in Ratchet's optics, every gasp in his vents, every mechanical whir and quiver. Finally, they were joined together completely and both of them became still as they adjusted to the painful, pleasurable intensity of it.

Ratchet moved first, lifting his hips and rocking himself. The sensation knocked the wind out of Optimus Prime and he had to steady himself by placing his hands flat on the ground, on either side of Ratchet's head. Without being held down, Ratchet was freer to move as he pleased. He bucked and ground his hips in slow, circular movements, savouring the tremors of the large, hard spike buried deep inside his valve. The pain was certainly there but it was riding on the back of intense, internal pleasure. He gazed into Prime's optics and felt a perverse thrill at how undone his leader looked. His moral, well-behaved, do-gooder, ready-to-overload, leader.

The medic moved his hands from Optimus' face, down to sensitive places, fingers touching and stroking metal plates as they shifted subtlely. Ratchet began pushing at Optimus' chestplates. "Lie back." He said, his voice soft and coaxing.

Optimus' breath quivered and he steeled himself. He began to lean back and Ratchet wrapped his legs tight around Optimus' hips to keep their contact. Together they rocked backwards until Optimus was sitting on the ground and Ratchet was nestled firmly in the older mech's lap. The different position brought Ratchet down fully on Optimus' spike and the added sensations left them both gasping. Ratchet leaned forward and kissed Optimus then, his tongue tracing old places inside of his leader's mouth. The Prime shuddered and responded in kind. Then Ratchet bit down on Prime's lower lip. Hard.

Optimus grunted and flinched, but that was the extent of his reaction. They parted, and Ratchet held Optimus' slightly irritated gaze. "For everything." The medic explained, and leaned forward again to press another kiss. Optimus almost didn't accept the kiss, but Ratchet's lips were gentle on his own even as the leader watched him warily.

Ratchet took a deep breath and began to move. Slowly at first; each thrust and dip sent shockwaves through both of them and they gasped with the intensity of it. Ratchet shuddered and his optics slipped shut once again and as he pushed himself up and down Optimus' spike, the feeling of it taking his breath away. Optimus groaned, louder than he meant to be. "Am I ... hurting you?" Optimus thought he should ask before their pace made coherent thought impossible.

Ratchet exhaled a low, needy sound. "Ohhhhh... yess..." He groaned, brought himself down harder, chasing down his overload with renewed fervor. The rhythym was slow but there was a lot of force behind Ratchet's movements as he pushed himself up and down Optimus' spike, over and over again. Optimus shook and tried to keep himself still for the medic riding him, but instinct and a desperate need for overload made him lie back and meet Ratchet's thrusts with his own. Optimus's hands were once again stroking and scratching at Ratchet's thighs. Prime was addicted to the hungry, throaty moans that spilled from his medic's mouth. Ratchet's internals heated up and he cried out as he overloaded a second time.

Optimus watched Ratchet's face as the overload passed and grunted, trying for the life of him to make it last. The medic slumped forward against him, optics dimmed and venting hard. Prime groaned and pistoned himself, his spike slamming into Ratchet's valve. His lips hurt where Ratchet had bit him and the scratches on his body stung. Optimus was rough and lost to sensation and finally his overload hit him in waves. Optimus growled, thrusting into Ratchet's hot, tight valve, the indescribable throes of it all reducing his thoughts to greedy grunts and moans.

The bunker was completely quiet except for harsh breathing beginning to steady out and the occasional clink and slide of metal. Optimus Prime and Ratchet lay there on the floor in an exhausted heap. Ohhhh Ratchet was sore. He just knew he'd have a hard time explaining the scratches and dents in his metal plating the next morning, but he stretched out and savoured the residual, pleasurable throbs and dull aches.

"Optimus?" Ratchet asked, gently after some time. Optimus answered with just a sound.

Ratchet cleared the heaviness out of his vocalizer. "I hope you don't regret this." He said simply.

Optimus turned his optics to Ratchet's. "Never." He answered. "I only wish you had trusted me enough to remind me." Optimus' hand came up to stroke the side of Ratchet's helm in an affectionate gesture. "For a long time, I always wondered what I was missing. I couldn't have imagined..."

The words were soft but Ratchet ached hearing them. He shook his head. "I'm sorry..." He said, and he looked away before his eyes became misty. "It hurt to do it but I thought putting it aside was the right thing to do." Ratchet said softly. "I couldn't see how a Prime would even ... would even want lesser beings."

Optimus looked sad. His voice was quiet and soothing as he said, "You are not a lesser being to me, Ratchet. I am bothered that you spent all this time thinking so. The matrix affords me many gifts, but exempting us from a life together is not a part of its design. Do you realize that now?"

Ratchet looked stricken, but nodded. He dropped his face to Prime's, and this time the kiss was slow and deep. They remained that way for a few minutes, just savouring each other.

"You realize I'll be taking care of you a lot more often, now?" Optimus asked.

"Hmph. What I want to know is how could you be so sure I wouldn't put you through the floor when you tried to kiss me." Ratchet said with an incredulous look on his face.

Optimus' smile was soft and his optics held a glimmer of laughter, but he didn't answer.

"A good guess, then?" Ratchet supplied. "What made you remember me? After all this time?"

Optimus' look sobered and he stared at Ratchet heavily. "Do you remember when you took the synthetic energon?" He asked. Ratchet nodded. "Do you remember how we found you?"

"Megatron punched a hole in my side." Ratchet answered, with no small amount of contempt in his voice. He blinked. "That was it? But you know you were able to get me medical assistance in time."

"Optimus Prime did. Orion Pax did not." Optimus said.

Ratchet closed his optics as if he were in pain. "Conflicting memories. That... must have been... horrifying. I'm so sorry, Optimus."

The Prime gave his medic another slow kiss. "It is behind us now."

Finally they both got up and were quite surprised to see the whole bunker was in disarray after their little tryst. (Well, Ratchet was.) There were scratches in the shape of large, mechanic hand prints on the lower part of the wall and there was a gouge in the ground. Not to mention the fact that there was... well... lubricant everywhere. Ratchet fretted about the mess, but Optimus began pushing Ratchet in the direction of his recharging bay to clean off, saying he would deal with it and no one would know a thing.

"Thank you." Ratchet said just before he stepped onto the recharger.

Optimus nodded. "I am most relieved I finally had an opportunity to take care of _you_, Ratchet."

After a long night of intense feelings and surprises, Ratchet sighed in total contentment at the kiss Optimus pressed on him before the older mech put Ratchet into power down.


End file.
